LINCOLN BENEFIT LIFE VARIABLE LIFE ACCOUNT
497, 1998-11-20
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                SUPPLEMENT TO THE PROSPECTUS DATED JULY 23, 1998
                         OF LINCOLN BENEFIT LIFE COMPANY
                              VARIABLE LIFE ACCOUNT

Lincoln  Benefit Life Company  ("Company")  has  contracted  with  Allstate Life
Financial Services, a wholly owned subsidiary of Allstate Life Insurance Company
and affiliate of the Company, to serve as distributor of the Consultant variable
universal life insurance  policies,  effective  November 25, 1998. Prior to this
time Lincoln  Benefit  Financial  Services,  a  wholly owned  subsidiary  of the
Company,  served as the principal  underwriter.  In accordance with this change,
the following revision is made to the Prospectus.

On page 31,  under the heading of  DISTRIBUTION  OF  POLICIES,  the  language is
deleted in its entirety and the following is substituted in its place:

                            DISTRIBUTION OF POLICIES

The Policies described in this Prospectus are sold by registered representatives
of broker-dealers who are our licensed insurance agents,  either individually or
through an incorporated insurance agency.

Allstate  Life  Financial  Services  ("ALFS")  located  at  3100  Sanders  Road,
Northbrook,  IL 60062-7154 serves as principal underwriter of the Policies. ALFS
is a  wholly  owned  subsidiary  of  Allstate  Life  Financial  Services.  It is
registered as a broker-dealer  under the Securities and Exchange Act of 1934, as
amended, and is a member of the National Association of Securities Dealers, Inc.

Registered  representatives  who sell the  policy  will be paid a maximum  sales
commission of approximately  70% of all Premiums up to the first year Safety Net
premium plus 2.85% of any  additional  premiums in the first year.  In addition,
certain  bonuses  and  managerial  compensation  may be  paid.  We pay all  such
commissions and incentives.

Sale  of  the  Policies  did  not  commence  until  the  second  half  of  1998.
Consequently,   no  commissions  were  paid  to  any  distributor  or  principal
underwriter of the Policies for any period prior to 1998.









On page 2, the following information is generally added:

Each of the  Subaccounts  and Fixed  Account may not be available in all states.
You should check with your  representative or call us for further information on
the availability of these accounts.


Please attach this page to your  Prospectus and retain it for future  reference.
If you  have  any  questions  regarding  this  information,  please  call  us at
1-800-865-5237, or 1-877-525-5727.

Form # LBL-2497




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